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Washington State Department of Commerce Amendment # 1
(MC Contract#20-039 AMENDMENT TO: 2019 PUBLIC SERVICES COMMUNITY DEVELOPMENT BLOCK GRANT SUBRECIPIENT AGREEMENT BETWEEN MASON COUNTY AND THE COMMUNITY ACTION COUNCIL OF LEWIS, MASON AND THURSTON COUNTIES This Agreement is made between Mason County, Washington (herein called the Local Government) and Community Action Council of Lewis, Mason and Thurston Counties (herein called Subrecipient) for the 2019 Public Services Community Development Block Grant (herein called the Project). As the Washington State Department of Commerce (Commerce) is authorized by the federal Department of Housing and Urban Development (HUD)to provide funds to units of local government selected to undertake and carry out projects under the Washington State Community Development Block Grant (CDBG) Program in compliance with all applicable local, state, and federal laws, regulations and policies; and As the Local Government has applied for and received a CDBG award, contract number 19-62210-010 (CFDA 14.228),to fund the Project with Federal Award Identification Number B-19-DC-53-0001; and As it benefits the Local Government to engage the Subrecipient to accomplish the Scope of Work and the objectives of the local CDBG project; The parties agree that: 1. SCOPE OF SERVICES A. Local Government Responsibilities The Local Government is responsible for administration of the CDBG contract, and ensuring CDBG funds are used in accordance with all program requirements [(24 CFR 570.501(b)] and its CDBG contract with Commerce referenced above. The Local Government will provide such assistance and guidance to the Subrecipient as may be required to accomplish the objectives and conditions set forth in this Agreement. The Local Government is responsible for completing the following tasks to accomplish the objectives of the Project: Principal Tasks • Execute contract with COMMERCE • Execute sub-recipient AGREEMENT • Establish administrative and other record keeping systems • Process and submit payment requests and CDBG Beneficiary Reports • Formulate and implement a sub-recipient monitoring plan and conduct on-site review Page 1 of 21 • Ensure grant activities are completed • Conduct a final public hearing • Complete the grant close-out process with COMMERCE B. Subrecipient Responsibilities The Subrecipient will complete in a satisfactory and proper manner as determined by the Local Government the following tasks and activities as detailed in "Exhibit A Scope-of-Work" to accomplish the objectives of principally benefiting low- and moderate-income persons. The Subrecipient will periodically meet with the Local Government to review the status of these tasks. Principal Tasks • Provide referrals for a minimum of 7,500 individuals in Mason and Lewis counties of which a minimum of 3,825 must meet HUD's 51% income qualification. • Provide Children's Justice and Advocacy Center direct services and referrals for a minimum of 350 eligible residents of Mason and Lewis counties, of which a minimum of 179 must meet current HUD's low-middle income qualifications. • Formulate and submit required reports and payment requests to LOCAL GOVERNMENT in an accurate and timely manner. • Provide COVID-19 Response assistance to approximately 73 families using United Way of Thurston County model adapted for Lewis and Mason Counties. 2. TIME OF PERFORMANCE The effective date of this Agreement will be the date the parties sign and complete execution of this agreement and will be in effect for the time period during which the Subrecipient remains in control of CDBG funds or other CDBG assets. 3. AGREEMENT REPRESENTATIVES Each party to this Agreement shall have a representative. Each party may change its representative upon providing written notice to the other party. The parties' representatives are as follows: A. Subrecipient: Community Action Council of Lewis, Mason and Thurston Counties Name of Representative: John Walsh, CEO Mailing Address: 3020 Willamette Dr NE City, State and Zip Code: Lacey, WA 98516 Telephone Number: 360-438-1100 Fax: 360-491-7729 E-mail Address: johnw@caclmt.org U BI#: 600-503-120 Page 2 of 21 B. Local Government : Mason County, Washington Name of Representative: Kelly Bergh Title: Financial Analyst Mailing Address: 411 N 5th Street City, State and Zip Code: Shelton, WA 98584 Telephone Number: 360-427-9670 Ext 644 Fax Number: 360-427-8437 E-mail Address: kbergh@co.mason.wa.us 4. BUDGET The Local Government will pass through to the Subrecipient no more than $102,232 in CDBG funds for eligible incurred costs and expenses for the Project according to the following budget. Project Budget Element r Budgeted Amount 05 Public Services $102,232 05Z Public Services/Resource Referral/COVID-19 Response $ 73,378 Total $175,610 Indirect Cost Rate: _% Federally Approved Indirect Rate, or 10%de minimis rate, or fill out "N/A" declining to charge indirect The Local Government may require a more detailed budget breakdown, and the Subrecipient will provide such supplementary budget information in a timely fashion in the form and content prescribed by the Local Government. Indirect Cost Rate if the Subrecipient chooses to charge Indirect under this grant,the Subrecipient shall provide their indirect cost rate that has been negotiated between their entity and the Federal Government. If no such rate exists, a de minimis indirect cost rate of 10%of modified total direct costs (MTDC) will be used. "Modified Total Direct Costs (MTDC)" shall mean all direct salaries and wages, applicable fringe benefits, materials and supplies, services,travel, and up to the first$25,000 of each subaward (regardless of the period of performance of the subawards under the award). MTDC excludes equipment, capital expenditures, and rental costs. Any amendments to this Agreement's Budget must first be determined by the Local Government as consistent with its CDBG contract with Commerce and then approved in writing by the Local Government and the Subrecipient. 5. PAYMENT Page 3 of 21 The Local Government shall reimburse the Subrecipient in accordance with the payment procedures outlined in the CDBG Management Handbook, Financial Management Section for all allowable expenses agreed upon by the parties to complete the Scope of Service. Reimbursement under this Agreement will be based on billings, supported by appropriate documentation of costs actually incurred. It is expressly understood that claims for reimbursement will not be submitted in excess of actual, immediate cash requirements necessary to carry out the purposes of the agreement. Funds available under this Agreement will be utilized to supplement rather than supplant funds otherwise available. It is understood that this Agreement is funded in whole or in part with CDBG funds through the Washington State CDBG Program as administered by Commerce and is subject to those regulations and restrictions normally associated with federally-funded programs and any other requirements that the State may prescribe. 6. PERFORMANCE MONITORING The Local Government will monitor the performance of the Subrecipient by tracking project progress, reviewing payment requests for applicable costs, managing the timely pass-through of CDBG funds, overseeing compliance with CDBG requirements, and ensuring recordkeeping and audit requirements are met. Substandard performance as determined by the Local Government will constitute noncompliance with this Agreement. If action to correct such substandard performance is not taken by the Subrecipient within a reasonable period of time after being notified by the Local Government, contract suspension or termination procedures will be initiated. 7. SPECIAL CONDITIONS A. Withholding Payment: In the event the SUB-RECIPIENT has failed to perform any obligation under this AGREEMENT within the times set forth in the AGREEMENT,the LOCAL GOVERNMENT may, upon written notice, withhold from amounts otherwise due and payable to SUB-RECIPIENT, without penalty, until such failure to perform is cured or otherwise adjudicated. Withholding under this clause shall not be deemed a breach entitling SUB-RECIPIENT to termination or damages, provided that the LOCAL GOVERNMENT promptly gives notice in writing to the SUB- RECIPIENT of the nature of the default or failure to perform, and in no case more than 10 days after it determines to withhold amounts otherwise due. A determination of the Administrative Office set forth in a notice to the SUB-RECIPIENT of the action required and/or the amount required to cure any alleged failure to perform shall be deemed conclusive under this clause, without prejudice to any other remedy under the AGREEMENT, to take all or any of the following actions: (1) cure any failure or default, (2)to pay any amount so required to be paid and to charge the same to the account of the SUB-RECIPIENT, (3)to set off any amount so paid or incurred from amounts due or to become due the SUB-RECIPIENT. In the event the SUB-RECIPIENT obtains relief upon a claim under the Disputes clause, no penalty or damages shall accrue to SUB-RECIPIENT by reason of good faith withholding by the LOCAL GOVERNMENT under this clause. Page 4 of 21 B. Labor Standards: SUB-RECIPIENT agrees to comply with all applicable state and federal requirements, including but not limited to those pertaining to payment of wages and working conditions, in accordance with RCW 39.12.040,the Prevailing Wage Act;the Americans with Disabilities Act of 1990;the Davis-Bacon Act; and the Contract Work Hours and Safety Standards Act providing for weekly payment of prevailing wages, minimum overtime pay, and providing that no laborer or mechanic shall be required to work in surroundings or under conditions which are unsanitary, hazardous, or dangerous to health and safety as determined by regulations promulgated by the Federal Secretary of Labor and/or the State of Washington. C. Waiver of Noncompetition: SUB-RECIPIENT irrevocably waives any existing rights which it may have, by contract or otherwise,to require another person or corporation to refrain from submitting a proposal to or performing work or providing supplies to the LOCAL GOVERNMENT, and SUB-RECIPIENT further promises that it will not in the future, directly or indirectly, induce or solicit any person or corporation to refrain from submitting a bid or proposal to or from performing work or providing supplies to the LOCAL GOVERNMENT. D. Ownership of Items Produced: All writings, programs, data, public records or other materials prepared by SUB-RECIPIENT and/or its consultants or sub-contractors, in connection with performance of this AGREEMENT, shall be the sole and absolute property of LOCAL GOVERNMENT. E.E-verify: The E-Verify contractor program for Mason County applies to contracts of$100,000 or more and subcontracts for$25,000 or more if the primary contract is for$100,000 or more. SUB- RECIPIENT represents and warrants that it will, for at least the duration of the AGREEMENT, register and participate in the status verification system for all newly hired employees. The term "employee" as used herein means any person that is hired to perform work for Mason County. As used herein, "status verification system: means the Illegal Immigration Reform and Immigration Responsibility Act of 1996 that is operated by the United States Department of Homeland Security, also known as the E-Verify Program, or any other successor electronic verification system replacing the E-Verify Program. SUB-RECIPIENT agrees to maintain records of such compliance and, upon request of the LOCAL GOVERNMENT,to provide a copy of each such verification to the LOCAL GOVERNMENT. SUB-RECIPIENT further represents and warrants that any person assigned to perform services hereunder meets the employment eligibility requirements of all immigration laws of the State of Washington. SUB-RECIPIENT understands and agrees that any breach of these warranties may subject SUB-RECIPIENT to the following: (a)termination of the AGREEMENT and ineligibility for any Mason County contract for up to three (3) years, with notice of such cancellation/termination being made public. In the event of such termination/cancellation, SUB-RECIPIENT would also be liable for any additional costs incurred by the LOCAL GOVERNMENT due to contract cancellation or loss of license or permit. SUB-RECIPIENT will review and enroll in the E-Verify program through this website: www.uscis.gov Page 5 of 21 F.Disputes: Differences between SUB-RECIPIENT and LOCAL GOVERNMENT, arising under and by virtue of the AGREEMENT Documents, shall be brought to the attention of LOCAL GOVERNMENT at the earliest possible time in order that such matters may be settled or other appropriate action promptly taken. Except for such objections as are made of record in the manner hereinafter specified and within the time limits stated,the records, orders, rulings, instructions, and decisions of the Administrative Officer shall be final and conclusive. G. Notice of Potential Claims: Subrecipient shall not be entitled to additional compensation which otherwise may be payable, or to extension of time for(1) any act or failure to act by the Administrative Officer or LOCAL GOVERNMENT, or (2)the happening of any event or occurrence, unless Subrecipient has given LOCAL GOVERNMENT a written Notice of Potential Claim within ten (10) days of the commencement of the act, failure, or event giving rise to the claim, and before final payment by LOCAL GOVERNMENT. The written Notice of Potential Claim shall set forth the reasons for which Subrecipient believes additional compensation or extension of time is due, the nature of the cost involved, and insofar as possible,the amount of the potential claim. Subrecipient shall keep full and complete daily records of the work performed, labor and material used, and all costs and additional time claimed to be additional. H. Detailed Claim: Subrecipient shall not be entitled to claim any such additional compensation, or extension of time, unless within thirty (30) days of the accomplishment of the portion of the work from which the claim arose, and before final payment by LOCAL GOVERNMENT, Subrecipient has given LOCAL GOVERNMENT a detailed written statement of each element of cost or other compensation requested and of all elements of additional time required, and copies of any supporting documents evidencing the amount or the extension of time claimed to be due. I. Arbitration: Other than claims for injunctive relief brought by a party hereto (which may be brought either in court or pursuant to the arbitration provision), and consistent with the provisions hereinabove, any claim, dispute or controversy between the PARTIES under, arising out of, or related to the AGREEMENT or otherwise, including issues of specific performance, shall be determined by arbitration in Shelton, Washington, under the applicable American Arbitration Association (AAA) rules in effect on the date hereof, as modified by the AGREEMENT. There shall be one arbitrator selected by the PARTIES within ten (10) days of the arbitration demand, or if not, by the AAA or any other group having similar credentials. Any issue about whether a claim is covered by this AGREEMENT shall be determined by the arbitrator. The arbitrator shall apply substantive law and may award injunctive relief, equitable relief (including specific performance), or any other remedy available from a judge, including expenses, costs and attorney fees to the prevailing party and pre-award interest, but shall not have the power to award punitive damages. The decision of the arbitrator shall be the sole and exclusive remedy between them regarding any dispute presented or pled before the arbitrator. At the request of either party made no later than forty-five (45) days after the Page 6 of 21 arbitration demand,the PARTIES agree to submit the dispute to nonbinding mediation, which shall not delay the arbitration hearing date; provided,that either party may decline to mediate and process with arbitration. J.Venue and Choice of Law: In the event that any litigation should arise concerning the construction or interpretation of any of the terms of the AGREEMENT,the venue of such action of litigation shall be in the courts of the State of Washington in and for the County of Mason. Unless otherwise specified herein,this AGREEMENT shall be governed by the laws of Mason County and the State of Washington. K. Communication: Subrecipient will not communicate directly with COMMERCE concerning this PROJECT without LOCAL GOVERNMENT's prior approval. 8. GENERAL CONDITIONS A. General Compliance The Subrecipient agrees to comply with: • The requirements of Title 24 of the Code of Federal regulations, 570 (HUD regulations concerning CDBG); and • All other applicable Federal, State and Local laws, regulations, and policies, governing the funds provided under this Agreement. B. CDBG National Objective The Subrecipient certifies the activities carried out under this Agreement meet a CDBG Program National Objective defined in 24 CFR 570.208. C. Independent Contractor Nothing contained in this Agreement is intended to, or will be construed in any manner, as creating or establishing the relationship of employer/employee between the parties. The Subrecipient will at all times remain an "independent contractor" with respect to the services to be performed under this Agreement. The Local Government will be exempt from payment of all Unemployment Compensation, FICA, retirement, life and/or medical insurance and Workers' Compensation Insurance, as the Subrecipient is an independent contractor. D. Hold Harmless The Subrecipient will hold harmless, defend and indemnify the Local Government from any and all claims, actions, suits, charges and judgments whatsoever that arise out of the Subrecipient's performance or nonperformance of the services or subject matter called for in this Agreement. E. Workers' Compensation Page 7 of 21 The Subrecipient will provide Workers' Compensation Insurance Coverage for all of its employees involved in the performance of this Agreement. F. Insurance and Bonding The Subrecipient will carry sufficient insurance coverage to protect contract assets from loss due to theft,fraud and/or undue physical damage, and as a minimum will purchase a blanket fidelity bond covering all employees in an amount equal to cash advances from the Local Government as detailed in "Exhibit B Insurance Requirements." The Subrecipient shall furnish the Local Government with properly executed certificate of insurance or a signed policy endorsement as "Exhibit C Certificate of Insurance" which shall clearly evidence all insurance required in this section prior to commencement of services. The certificates will, at a minimum, list limits of liability and coverage. The certificate will provide that the underlying insurance contract will not be cancelled or allowed to expire except on thirty (30) days prior written notice to the Local Government. G. Funding Source Recognition The Subrecipient will insure recognition of the roles of Commerce,the WA State CDBG program, and the Local Government in providing services through this Agreement. All activities, facilities and items utilized pursuant to this Agreement will be prominently labeled as to funding source. In addition,the Subrecipient will include a reference to the support provided herein in all publications made possible with funds made available under this Agreement. H. Amendments The Local Government or Subrecipient may amend this Agreement at any time provided that such amendments make specific reference to this Agreement, and are executed in writing, signed by a duly authorized representative of each organization, and approved by the Local Government's governing body. Such amendments will not invalidate this Agreement, nor relieve or release the Local Government or Subrecipient from its obligations under this Agreement. I. Suspension or Termination In accordance with 2 CFR 200.338-9,the Local Government may suspend or terminate this Agreement if the Subrecipient materially fails to comply with any terms of this Agreement, which include (but are not limited to)the following: 1. Failure to comply with any of the rules, regulations or provisions referred to herein, or such statues, regulations, executive orders, and HUD guidelines, policies or directives as may become applicable at any time; 2. Failure,for any reason, of the Subrecipient to fulfill in a timely and proper manner its obligations under this Agreement. 3. Ineffective of improper use of funds provided under this Agreement; or 4. Submission by the Subrecipient to the Local Government of reports that are incorrect or incomplete in any material respect. Page 8 of 21 In accordance with 2 CFR 200.339,this Agreement may also be terminated by either the Local Government or the Subrecipient, in whole or in part, by setting forth the reasons for such termination, the effective date, and, in the case of partial termination, the portion to be terminated. However, if in the case of a partial termination,the Local Government determines that the remaining portion of the award will not accomplish the purpose for which the award was made,the Local Government may terminate the award in its entirety. 9. ADMINISTRATIVE REQUIREMENTS A. Financial Management 1. Accounting Standards The Subrecipient agrees to comply with 2 CFR 200 and agrees to adhere to the accounting principles and procedures required therein, utilize adequate internal controls, and maintain necessary source documentation for all costs incurred. 2. Cost Principles The Subrecipient will administer its program in conformance with 2 CFR 200. These principles will be applied for all costs incurred whether charged on a direct or indirect basis. 3. Duplication of Costs The Subrecipient certifies that work to be performed under this Agreement does not duplicate any work to be charged against any other contract, subcontract or other source. B. Documentation and Record Keeping 1. Records to Be Maintained The Subrecipient will maintain all records required by the Federal regulations specified in 24 CFR 570.506 that are pertinent to the activities to be funded under this Agreement and those records described in the CDBG Management Handbook. Such records will include but not be limited to: a. Records providing a full description of each activity undertaken; b. Records demonstrating that each activity undertaken meets one of the National Objectives of the CDBG program; c. Records required to determine the eligibility of activities; d. Records required to document the acquisition, improvement, use or disposition of real property acquired or improved with CDBG assistance; e. Records documenting compliance with the civil rights components of the CDBG program; f. Financial records as required by 24 CFR 570.502, and 2 CFR 200.333; g. Labor standards records required to document compliance with the Davis Bacon Act, the provisions of the Contract Work Hours and Safety Standards Act, and all Page 9 of 21 other applicable Federal, State and Local laws and regulations applicable to CDBG-funded construction projects; and h. Other records necessary to document compliance with Subpart K of 24 CFR 570. 2. Access to Records and Retention The grantee,the Washington State Department of Commerce, and other authorized representatives of the state and federal governments shall have access to any books, documents, papers and records of the Subrecipient that are directly pertinent to this Agreement for the purposes of making audit, examination, excerpts and transcriptions. All such records and all other records pertinent to this Agreement and work undertaken under this Agreement will be retained by the Subrecipient for a period of six years after final audit of the Local Government's CDBG project, unless a longer period is required to resolve audit findings or litigation. In such cases,the Local Government will request a longer period of record retention. 3. Audits and Inspections All Subrecipient records with respect to any matters covered by this Agreement will be made available to the Local Government, Commerce, and duly authorized officials of the state and federal government, at any time during normal business hours, as often as deemed necessary,to audit, examine, and make excerpts or transcripts of all relevant data. Any deficiencies noted in audit reports must be fully cleared by the Subrecipient within 30 days after receipt by the Subrecipient. Failure of the Subrecipient to comply with the above audit requirements will constitute a violation of this Agreement and may result in the withholding of future payments. The Subrecipient that expends $750,000 or more in a fiscal year in federal funds from all sources hereby agrees to have an annual agency audit conducted in accordance with current Local Government policy concerning Subrecipient audits and 2 CRF 200.501. The Catalog of Federal Domestic Assistance (CFDA) number is 14.228. C. Reporting 1. Program Income The Subrecipient will report annually all program income (as defined at 24 CFR 570.500(a)) generated by activities carried out with CDBG funds made available under this Agreement.The use of program income by the Subrecipient will comply with the requirements set forth at 24 CFR 570.504. 2. Periodic Reports The Subrecipient, at such times and in such forms as the Local Government may require, will furnish the Local Government such periodic reports as it may request pertaining to the work or services undertaken pursuant to this Agreement,the costs and obligations incurred or to be incurred in connection therewith, and any other matters covered by this Agreement. Page 10 of 21 D. Use and Reversion of Assets The use and disposition of real property and equipment under this Agreement will be in compliance with the requirements of 2 CFR 200.311 and 313, 24 CFR 570.502, 570.503, 570.504, as applicable, which include but are not limited to the following: 1. The Subrecipient will transfer to the Local Government any CDBG funds on hand and any accounts receivable attributable to the use of funds under this Agreement at the time of expiration, cancellation, or termination. 2. Real property under the Subrecipient's control that was acquired or improved, in whole or in part, with funds under this Agreement in excess of$25,000 will be used to meet one of the CDBG National Objectives pursuant to 24 CFR 570.208 until ten (10)years after the contract between Commerce and the Local Government is closed. If the Subrecipient fails to use CDBG-assisted real property in a manner that meets a CDBG National Objective for this 10-year period of time,the Subrecipient will pay the Local Government an amount equal to the current fair market value of the property less any portion of the value attributable to expenditures of non-CDBG funds for acquisition of, or improvement to,the property after the CDBG program's approval. Such payment will constitute program income to the Local Government.The Subrecipient may retain real property acquired or improved under this Agreement after the expiration of the ten- year period. 3. In cases in which equipment acquired, in whole or in part, with funds under this Agreement is sold,the proceeds will be program income. Equipment not needed by the Subrecipient for activities under this Agreement will be (a)transferred to the Local Government for CDBG-eligible activities as approved by the CDBG program or (b) retained after compensating the Local Government. 10. PERSONNEL AND PARTICIPANT CONDITIONS A. Civil Rights Title VI of the Civil Rights Act of 1964: Under Title VI of the Civil Rights Act of 1964, no person will, on the grounds of race, color, creed, religion, sex or national origin, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial assistance. Section 109 of the Housing and Community Development Act of 1974: No person in the United States will on the grounds of race, color, creed, religion, sex or national origin be excluded from participation in, be denied benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with funds made available under this title. Age Discrimination Act of 1975, as Amended Page 11 of 21 No person will be excluded from participation, denied program benefits, or subjected to discrimination on the basis of age under any program or activity receiving federal funding assistance. (42 U.S.C. 610 et. seq.) Section 504 of the Rehabilitation Act of 1973, as Amended No otherwise qualified individual will, solely by reason or his or her disability, be excluded from participation (including employment), denied program benefits, or subjected to discrimination under any program or activity receiving Federal funds. (29 U.S.C. 794) Public Law 101-336,Americans with Disabilities Act of 1990 Subject to the provisions of this title, no qualified individual with a disability will, by reason of such disability, be excluded from participation in or be denied the benefits of the services, programs, or activities of a public entity, or be subjected to discrimination by any such entity. B. Section 3 of the Housing and Community Development Act of 1968 Compliance in the Provision of Training, Employment, and Business Opportunities: .1. The work to be performed under this agreement is on a project assisted under a program providing direct federal financial assistance from HUD and is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701u. Section 3 requires that to the greatest extent feasible opportunities for training and employment be given lower-income residents of the project area; and contracts for work in connection with the project be awarded to business concerns which are located in, or owned in substantial part, by persons residing in the area of the project. 2. The parties to this contract will comply with the provisions of said Section 3 and the regulations set forth in 24 CFR 135, and all applicable rules and orders of HUD and Commerce issued thereunder prior to the execution of this contract. The parties to this contract certify and agree that they are under no contractual or other disability that would prevent them from complying with these provisions. 3. The Subrecipient will send to each labor organization or representative of workers with which he has a collective bargaining agreement or other contract or understanding, if any, a notice advising the said labor organization or workers' representative of his commitments under this Section 3 clause and will post copies of the notice in conspicuous places available to employees and applicants for employment or training. 4. The Subrecipient will include this Section 3 clause in every subcontract for work in connection with the project and will, at the direction of the applicant, or recipient of federal financial assistance,take appropriate action pursuant to the subcontract upon a finding that the subcontractor is in violation of regulations issued by the Secretary of HUD, 24 CFR 135. The Subrecipient will not subcontract with any subcontractor where it has notice or knowledge that the latter has been found in violation of regulations under 24 CFR 135 and will not let any subcontract, unless the subcontractor has first provided it with a preliminary statement of ability to comply with the requirements of these regulations. Page 12 of 21 5. Compliance with the provisions of Section 3,the regulations set forth in 24 CFR 135, and all applicable rules and orders of HUD and Commerce issued hereunder prior to the execution of the contract, will be a condition of the federal financial assistance provided to the project, binding upon the applicant or recipient for such assistance, its successors, and assigns. Failure to fulfill these requirements will subject the applicant, or recipient, its consultants and subcontractors, its successors and assigned to those sanctions specified by the grant or loan agreement or contract through which federal assistance is provided, and to such sanctions as are specified by 24 CFR 135. C. Conduct 1. Assignability The Subrecipient will not assign or transfer any interest in this Agreement without the prior written consent of the Local Government thereto; provided, however,that claims for money due or to become due to the Subrecipient from the Local Government under this contract may be assigned to a bank,trust company, or other financial institution without such approval. Notice of any such assignment or transfer will be furnished promptly to the Local Government and Commerce. 2. Conflict of Interest No member of the Local Government's governing body and no other public official of such locality, who exercises any functions or responsibilities in connection with the planning or carrying out of the project, will have any personal financial interest, direct or indirect, in this Agreement; and the Subrecipient will take appropriate steps to assure compliance. The Subrecipient agrees to abide by the provisions of 2 CFR 200.318 and 24 CFR 570.611, which includes maintaining a written standard code of conduct that will govern the performance of its officers, employees or agents engaged in the award and administration of contracts supported by Federal funds. The Subrecipient covenants that its employees have no interest and will not acquire interest, direct or indirect, in the study area or any parcels therein or any other interest which would conflict in any manner or degree with the performance of services hereunder. The Subrecipient further covenants that in the performance of this Agreement, no person having such interest will be employed. 3. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion - Lower Tier Covered Transactions a. The lower tier contractor certifies, by signing this contract that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency. b. Where the lower tier contractor is unable to certify to any of the statements in this contract, such contractor will attach an explanation to this contract. D. Copyright Page 13 of 21 If this Agreement results in any copyrightable material or inventions,the Local Government and/or Commerce reserves the right to royalty-free, non-exclusive and irrevocable license to reproduce, publish or otherwise use and to authorize others to use,the work or materials for governmental purposes. E. Religious Activities The Subrecipient agrees that funds provided under this Agreement will not be utilized for inherently religious activities prohibited by 24 CFR 570.200(j), such as worship, religious instruction, or proselytization. 11. SEVERABILITY If any provision of this Agreement is held invalid,the remainder of this Agreement will not be affected thereby and all other parts of this Agreement will nevertheless be in full force and effect. 12. PERFORMANCE WAIVER The Local Government's failure to act with respect to a breach by the Subrecipient does not waive its right to act with respect to subsequent or similar breaches. The failure of the Local Government to exercise or enforce any right or provision will not constitute a waiver of such right or provision. 13. ENTIRE AGREEMENT This Agreement constitutes the entire agreement between the Local Government and the Subrecipient for the use of funds received under this Agreement and it supersedes all prior communications and proposals, whether electronic, oral, or written between the Local Government and the Subrecipient with respect to this Agreement. The attachments to this Agreement are identified as follows: Exhibit A Scope-of-Work and Budget Exhibit B Insurance Requirements Exhibit C Certificate of Insurance Exhibit D Sample forms and Instructions IN WITNESS WHEREOF, the Local Government and the Subrecipient have executed this Agreement as of the date and year last written below. MASON COUNTY, WASHINGTON COMMUNITY ACTION COUNCIL OF LEWIS, MASON And THURSTON COUNTIES By: By: By: Sharon Trask, Chair John Walsh, CEO Date: /�.p hZ 2_0 0 Date: Appro ©-Form-_ Tim Whitehead, Chief DPA Page 14 of 21 if this Agreement results in any copyrightable material orinventions,'the-Legal Government, and/or Commerce reserves the right to royalty-free, nan-exclusive and irrevocable license to reproduce,publish or otherwise use and to authorize others to use,the work or materials for governmental purposes. E. Relieious Activities The Subrecipient agrees that funds provided under this Agreement will not be utilized for inherently religious activities prohibited by 24 CFR 570 200(j),such as worship, religious instruction,or proselytization. 11. SEVERABILITY` If any provision of this Agreement is held invalid,the remainder of this Agreeitient wilUn t be . affected`thereby and all other parts of this Agreement will nevertheless beIn fullforce ancLeffect. 12. PERFORMANCE WAIVER The Local Government's'fiailure to act with respect to a breach by the Subrecipient does:'ribt waive its right to act with respect to subsequent or.similar.breaches. The failure of the Local Government to exercise or enforce any right or provision will not constitute a waiver of such right or provision. 13. ENTIRE AGREEMENT This Agreement constitutes the entire agreement between the Local Government and.the Subrecipient for the use of funds received under this.Agreement and it supersedes all prior communications and proposals,whether electronic,oral,or written between;the Local Government and the Subrecipient`with respect tathis Agreement. The attachments to this Agreement are identified as follows: Exhibit A Scope of-Work and Budget Exhibit B Insurance Requirements Exhibit;C Certificate of Insurance :. Exhibit D Sample forms and instructions IN WITNESS WHEREOF,the Local Government and the Subrecipient have executed this Agreement as of the dateand year last written below:. MASON COUNTY,WASHINGTON COMMUNITYACTI COUNCIL OF L S MASON And THURST,OI' UNTIE S By Sharon Trask,Chair John W 'sh, EO J : Date. . �`( l Date. c / Ph 1 /c9_ Approved As To Form: Tim Whitehead, Chief DPA Pate 14 of'.2I EXHIBIT A SCOPE-OF -WORK The Community Action Council of Lewis, Mason and Thurston Counties (CAC)will be responsible for completing the tasks and activities below as well as others as detailed throughout this AGREEMENT, Washington Department of Commerce's (Commerce) Community Development Block Grant(CDBG) Management Handbook and other guides as required to provide referral and direct services in compliance with the CDBG program and Mason County's (LOCAL GOVERNMENT) policies and procedures. It is the CAC's responsibility to review, understand, implement and adhere to all requirements as this Scope-of-Work is a summary, not an exhaustive list. SUB-RECIPIENT will: 1. Conduct participant eligibility screening for Lewis and Mason county residents to determine program eligibility in compliance with CDBG requirements. 2. Provide referrals for a minimum of 7,500 individuals in Mason and Lewis counties of which a minimum of 3,825 must meet current HUD's low-middle income qualifications. 3. Provide Children's Justice and Advocacy Center direct services and referrals for a minimum of 350 eligible residents of Mason and Lewis counties, of which a minimum of 179 must meet current HUD's low-middle income qualifications. Services include; resource referrals, advocacy, support case coordination, child forensic interviews, technical assistance for victims of child abuse, and consultation and case support for victims of other crimes. 4. Collect, track and report PROJECT data in a manner consistent with the requirements detailed in this AGREEMENT, COMMERCE's CDBG Management Handbook and other guides as applicable. SUB- RECIPIENT must ensure that the services provided to eligible individuals under this PROJECT are not reported to any other funding entities for the purpose of meeting contractual obligations. 5. Voucher Requests and Reports: A. Formulate and submit a Washington State Voucher Distribution request(form A19)to LOCAL GOVERNMENT on a quarterly basis due September 15, January 15, April 15th and July 15. Submission to include one digital copy in WORD e-mailed to Kelly Bergh and one copy that has been printed, signed and either scanned and e-mailed or sent by U. S. mail or hand delivery. Signed and certified timesheets must be maintained by the SUB-RECIPIENT. LOCAL GOVERNMENT will be responsible for submitting completed requests to COMMERCE. See "Exhibit E Sample Forms and Instructions." B. Formulate and submit a CDBG Quarterly Beneficiary Reporting Form and a CDBG Project Status Report to LOCAL GOVERNMENT on a quarterly basis due September 15, January 15, April 15th and July 15. A digital or hard copy is acceptable e-mailed or delivered to Kelly Bergh. LOCAL GOVERNMENT will be responsible for submitting completed forms and reports to COMMERCE. See Exhibit E Sample Forms and Instructions Kelly Bergh Mason County 411 N. 5th Street Shelton, WA 98584 kbergh q co.mason.wa.us 6. Participate in PROJECT meetings, including a grant start-up meeting, as scheduled by LOCAL GOVERNMENT. Page 15 of 21 7. Participate and support on-site compliance reviews conducted by LOCAL GOVERNMENT per CDBG requirements. 8. Assist LOCAL GOVERNMENT with all aspects of program administration and requirements including grant close-out process as requested. 9. Assist with preparation of 2020 Public Services Grant application as requested by LOCAL GOVERNMENT. 10. Provide COVID-19 Response assistance to approximately 73 families using the United Way of Thurston County model adapted for Lewis and Mason County. Page 16 of 21 EXHIBIT B Budget 1. The approved project budget for the SUB-RECIPIENT of$102,232 allows for reimbursement requests for staff salaries and benefits including administration and accounting pooled costs. The SUB- RECIPIENT cannot use Community Development Block Grant(CDBG)funds from this AGREEMENT for travel, equipment, contracted services, materials/supplies, other and/or indirect expenses. Additional budget of$73,378 for COVID-19 Response assistance is for direct benefits of LMI eligible families. 2. Staff charging time to the CDBG grant must record actual hours worked on a timesheet. Timesheets are to be signed, certifying that the hours charged are for time spent providing CDBG grant-related services. 3. Signed and certified timesheets must be maintained by the SUB-RECIPIENT. 4. Financial policies, practices and processes must adhere to the requirements detailed in this AGREEMENT, COMMERCE's CDBG Management Handbook and other guides as well as applicable Mason County's (LOCAL GOVERNMENT) policies and procedures. 5. SUB-RECIPIENT will provide LOCAL GOVERNMENT with a copy of the annual A-133 compliant audit within nine months of the end of CAC's fiscal year. Page 17 of 21 EXHIBIT C INSURANCE REQUIREMENTS 1. MINIMUM Insurance Requirements: A. Commercial General Liability Insurance using Insurance Services Office "Commercial General Liability" policy form CG 00 01, with an edition date prior to 2004, or the exact equivalent. Coverage for an additional insured shall not be limited to its vicarious liability. Defense costs must be paid in addition to limits. Limits shall be no less than $1,000,000 per occurrence for all covered losses and no less than $2,000,000 general aggregate. B. Workers' Compensation on a state-approved policy form providing statutory benefits as required by law with employer's liability limits no less than $1,000,000 per accident for all covered losses. C. Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including owned, non- owned and hired autos, or the exact equivalent. Limits shall be no less than $1,000,000 per accident, combined single limit. If SUB-RECIPIENT owns no vehicles, this requirement may be satisfied by a non-owned auto endorsement to the general liability policy described above. If SUB-RECIPIENT or SUB-RECIPIENT's employees will use personal autos in any way on this project, SUB-RECIPIENT shall obtain evidence of personal auto liability coverage for each such person. D. Excess or Umbrella Liability Insurance (Over Primary) if used to meet limit requirements, shall provide coverage at least as broad as specified for the underlying coverages. Such policy or policies shall include as insureds those covered by the underlying policies, including additional insureds. Coverage shall be "pay on behalf", with defense costs payable in addition to policy limits. There shall be no cross liability exclusion precluding coverage for claims or suits by one insured against another. Coverage shall be applicable to LOCAL GOVERNMENT for injury to employees of SUB-RECIPIENT, subcontractors or others involved in the Work. The scope of coverage provided is subject to approval of LOCAL GOVERNMENT following receipt of proof of insurance as required herein. 2. Certificate of Insurance: A certificate of insurance is attached hereto as "Exhibit D Certificate of Insurance." 3. Basic Stipulations: A. SUB-RECIPIENT agrees to endorse third party liability coverage required herein to include as additional insureds LOCAL GOVERNMENT, its officials, employees and agents, using ISO endorsement CG 20 10 with an edition date prior to 2004. [If this is a construction contract, ISO endorsement 20 37 also is required.] SUB-RECIPIENT also agrees to require all SUB-RECIPIENT s, subcontractors, and anyone else involved in this Contract on behalf of the SUB-RECIPIENT (hereinafter"indemnifying PARTIES")to comply with these provisions. B. SUB-RECIPIENT agrees to waive rights of recovery against LOCAL GOVERNMENT regardless of the applicability of any insurance proceeds, and to require all indemnifying PARTIES to do likewise. C. All insurance coverage maintained or procured by SUB-RECIPIENT or required of others by SUB- RECIPIENT pursuant to this Contract shall be endorsed to delete the subrogation condition as to LOCAL GOVERNMENT, or must specifically allow the named insured to waive subrogation prior to a loss. D. All coverage types and limits required are subject to approval, modification and additional requirements by LOCAL GOVERNMENT. SUB-RECIPIENT shall not make any reductions in scope or limits of coverage that may affect LOCAL GOVERNMENT's protection without LOCAL GOVERNMENT's prior written consent. Page 18 of 21 E. Proof of compliance with these insurance requirements, consisting of endorsements and certificates of insurance shall be delivered to LOCAL GOVERNMENT prior to the execution of this Contract. If such proof of insurance is not delivered as required, or if such insurance is canceled at any time and no replacement coverage is provided, LOCAL GOVERNMENT has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests. Any premium so paid by LOCAL GOVERNMENT shall be charged to and promptly paid by SUB-RECIPIENT or deducted from sums due SUB- RECIPIENT. F. It is acknowledged by the PARTIES of this Contract that all insurance coverage required to be provided by SUB-RECIPIENT or indemnifying party, is intended to apply first and on a primary non- contributing basis in relation to any other insurance or self-insurance available to LOCAL GOVERNMENT. G. SUB-RECIPIENT agrees not to self-insure or to use any self-insured retentions on any portion of the insurance required herein and further agrees that it will not allow any indemnifying party to self- insure its obligations to LOCAL GOVERNMENT. If SUB-RECIPIENT's existing coverage includes a self- insured retention, the self-insured retention must be declared to the LOCAL GOVERNMENT. The LOCAL GOVERNMENT may review options with SUB-RECIPIENT, which may include reduction or elimination of the self-insured retention, substitution of other coverage, or other solutions. H. SUB-RECIPIENT will renew the required coverage annually as long as LOCAL GOVERNMENT, or its employees or agents face an exposure from operations of any type pursuant to this Contract. This obligation applies whether or not the Contract is canceled or terminated for any reason. Termination of this obligation is not effective until LOCAL GOVERNMENT executes a written statement to that effect. Page 19 of 21 EXHIBIT D CERTIFICATE OF INSURANCE Page 20 of 21 EXHIBIT E SAMPLE FORMS AND INSTRUCTIONS Page 21 of 21